Company liquidation in Hong Kong
We will take a solvent Hong Kong company out of the register: the conditions checked, the tax authority's notice of no objection obtained, the application filed and the gazette notices watched.
To the Registrar
Реестру за снятие
HK$420
420 HKD
Tax clearance
Справка налоговой
HK$270 for consent
270 HKD за согласие
Objection window
Окно возражений
3 months after notice
3 месяца с публикации
Proofs when called
Подача требований
14 days at the least
не менее 14 дней
When you need company liquidation in Hong Kong
Annual returns keep falling due
Until the company is dissolved it still has to deliver annual returns and keep up its other duties, and failing to do so leaves it liable to prosecution.
Striking off is not yours to ask
The Registrar may strike a company off where there is reasonable cause to believe it is not in operation. A company cannot apply for that itself.
Money left inside changes owner
On dissolution the company's property, a credit balance in its bank account included, vests in the Government as ownerless property.
The law sets no single minimum
There is no one statutory period for the whole closing here. Where creditors are called in a winding up, the rules give them at least 14 days to send in proofs.
The tax authority goes first
Without a notice of no objection from the Commissioner of Inland Revenue the Registrar will not accept the application.
What you get
- The right route chosen and explained
- The company emptied before the filing
- The notice of no objection obtained
- The application delivered inside its window
- The gazette notices watched to the end
What is required to close a Hong Kong company
Hong Kong gives a solvent company two doors out and keeps a third for itself. Which door fits decides the paperwork, the price and how much longer the company stays alive.
What else we do in the territory is on the Hong Kong page, and the wider picture of the same task lives on the page about closing a company.
What the short route demands
- Every member of the company agrees to the deregistration.
- The company has not started or carried on business during the 3 months immediately before the application.
- It has no outstanding liabilities and is not a party to any legal proceedings.
- Its assets include no immovable property in Hong Kong, and if it is a holding company, neither do its subsidiaries'.
- A notice of no objection from the Commissioner of Inland Revenue, with the application delivered within 3 months of the day that notice was issued.
Three doors out of the register
Deregistration for a defunct solvent company
A private company or a company limited by guarantee applies on the prescribed form with a non-refundable fee of HK$420. Short and inexpensive, and it needs every condition above.
Winding up, where there is something to wind
The procedure settles the accounts, turns the assets into money and distributes what is left. When creditors are called, they get at least 14 days to prove their claims.
Striking off by the Registrar
The Registrar's own power, used against a company believed not to be in operation. The company is dissolved when its name leaves the register.
The clocks that actually run
- The application for the notice of no objection carries a non-refundable fee of HK$270, and the tax authority quotes 21 working days from a valid application with the fee paid.
- The deregistration application goes to the Registrar within 3 months of that notice being issued, with the fee and the notice attached.
- A letter acknowledging receipt of the application is issued in about 4 working days.
- The Registrar then publishes the proposed deregistration in the official gazette. If no objection arrives within 3 months of that publication, a second notice declares the company deregistered.
- The Registry itself puts the whole route at about 5 months.
What the closing does not clean up
Anything still inside the company at the end becomes ownerless property of the Government, and getting it back means applying to the Court of First Instance to restore the company. A company dissolved by deregistration is not eligible for administrative restoration at all: only a court order will do.
Sources: the conditions, the form and the 3-month windows — deregistration of a defunct solvent company and the pamphlet on it; HK$420 — the fee schedule; HK$270 and 21 working days — the Inland Revenue Department; the three routes and restoration — the Registry's answers; the 14 days for proofs — rule 142 of the Companies (Winding-up) Rules under Cap. 32.
Stages of work
Which door the company actually fits
We check the conditions of the short route one by one. A single unpaid liability or one pending proceeding moves the company from the cheap route to the long one.
Getting everything out of the company
Bank balances, vehicles, land and anything else are dealt with before the filing, because whatever is inside at dissolution stops being yours.
Outstanding returns brought up to date
The duties do not pause while an application is pending, so the annual returns and the address and officer notices are put in order first.
The application to the tax authority
The request for a notice of no objection goes in with its fee. The department works to 21 working days on a valid request, and the notice is what the Registry waits for.
Members' agreement and the form
All members agree, the prescribed form is signed and delivered with the fee and the notice, inside the 3 months the notice gives you.
The gazette notice and the objection window
The Registrar publishes the proposed deregistration, and a 3-month window opens in which anyone may object. We watch it rather than assume it passed.
The second notice and the record you keep
A second gazette notice declares the company deregistered on the day it appears. You keep the resolutions, the notice of no objection and the proof of dissolution.
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